Option three
Continue your business through a new company
The company and the business are not the same thing. Often the company has to close while the business itself carries on, with the same skills, the same customers and a clean balance sheet.
Short answer
Where the old company cannot be rescued, the trade can often continue through a new company while the old one is closed through a trouble-free Creditors' Voluntary Liquidation. The new company buys the assets it needs from the liquidator at a proper value, and the old company's debts stay with the old company. It has to be done in the right order, and openly.
Received a winding-up petition? You may have as little as 7 days before it is advertised. Call today.
Call now
IPA member
25+ years experienceFree first conversationFace-to-face or ZoomIs this right for you?
- There is a real business here: customers, work in progress, skills, a reputation.
- The old company is weighed down by debt it cannot clear.
- You want to keep employing your people and serving your customers.
- You are willing to do it properly and transparently, at a fair value.
What it means for you personally
- Assets must be bought at a proper value, not a nominal one. That protects you as much as it protects creditors.
- There are rules on re-using the old company's name. Breaking them can make you personally liable, so they are dealt with before the new company trades.
- Personal guarantees given for the old company do not disappear because a new company exists.
How it works, step by step
- 1
A free, confidential conversation
We work out whether the trade can genuinely continue, and what the new company would need.
- 2
We separate business from company
Which contracts, assets, staff and goodwill are needed, and what the old company actually owns.
- 3
We plan the sequence
The order matters. Getting it wrong is what causes problems later, so this stage is done before anything is set up.
- 4
The old company is closed properly
Mark Bassford, FCA, Licensed Insolvency Practitioner, is appointed and deals with the assets, including any sale to the new company at a proper value.
- 5
The business carries on
The new company trades on, without the old debt, and you know exactly what was done and why.
Who does what
- Michael O'Connor advises on the plan, the sequence and the commercial side, and stays with you throughout.
- Mark Bassford, FCA, Licensed Insolvency Practitioner, handles the formal liquidation and any sale of assets by the liquidator.
- Tony Sampson, MIPA, FABRP, advises on contracts, leases and the legal documents.
Fees and what they cover
- The first conversation is free and confidential.
- Assets are valued by an independent valuer; we explain who pays before you commit.
- Fees are agreed in writing before any work starts.
Common questions
Is this legal?
Yes, when it is done properly. Buying a business from a liquidator is a normal, recognised transaction. What is not acceptable is moving assets out cheaply or hiding them, and we do not do that.
Can the new company use the old name?
Sometimes, but only if the statutory rules on re-using a prohibited name are followed. Get this wrong and a director can become personally liable for the new company's debts. We go through it before anything is decided.
Do I have to tell customers and suppliers?
The new company is a different legal entity, so contracts and accounts have to be put in its name. We plan how and when that is communicated.
Will suppliers give the new company credit?
Some will, some will want payment up front at first. It is better to plan for that than to be surprised by it.
What happens to the old company's debts?
They stay with the old company and are dealt with in the liquidation, except where a debt is personally guaranteed.
How quickly can this happen?
It depends on the business and what has to be transferred, but the planning normally starts straight away. Typically a few weeks; we confirm the timetable at the first meeting.
Reviewed by Michael O'Connor, M.A. (Cantab), MABRP
Director and lead adviser. Last reviewed September 2026.
The other options
Talk it through before you decide anything.
Free, confidential and informal. Michael replies personally, usually the same day.
Clear options for directors under pressure. One adviser, from the first call to the finish.
This page is general information, not legal or financial advice.